Life Sciences Post-Closing Price Reporting Covenant Clause

Summary

This Life Sciences Post-Closing Price Reporting Covenant Clause details the parties' responsibilities to comply with price reporting rules the target may be subject to as a result of being a participant in government sponsored health care programs, such as Medicare or Medicaid. Life sciences companies are subject to extensive price reporting obligations to the Centers for Medicare and Medicaid Services and other governmental agencies as a condition to having their products covered under Medicare, Medicaid and other federal and state programs. A buyer may need seller's assistance or at least access to seller's records for some period of time after closing to facilitate buyer's price reporting. This template provides the basic covenant to comply with reporting requirements. The definition of Government Price Reporting should be tailored to the specific transaction; see the drafting note. For detailed guidance on life sciences transactions, see Life Sciences M&A Transactions and Life Sciences Corporate Transactions Resource Kit. See also these annotated clauses: • Life Sciences FDA Matters Representation and Warranty Clause • Life Sciences Purchase Price Inventory Adjustment Clause • Life Sciences Inventory Count Clause • Life Sciences Inventory / Sufficiency of Assets Representation and Warranty Clause • Life Sciences Medical Device FDA Matters Representation and Warranty Clause • Life Sciences Milestone Based Earn-Out Clause (EU) • Life Sciences Net Sales Based Earn-Out Clause • Life Sciences Post-Closing Accounts Receivable Covenant Clause • Life Sciences Post-Closing Regulatory Covenant Clause • Life Sciences Post-Closing Transitional Brand License Clause • Life Sciences Post-Closing Transition Covenant Clause • Life Sciences Product Liability Representation and Warranty Clause • Life Sciences Product Approval Representation and Warranty Clause • Life Sciences Sales / Net Revenue Based Earn-Out Clause • Life Sciences Survival Clause • Life Sciences Working Capital Adjustment Clause